-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
Originator-Key-Asymmetric:
 MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen
 TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
 PGsNk1gNrvezbO0Y/fvjhfYqG+tq6BSFEB3pr2+X2UV4dPkZwmugzbyEO62vEbIR
 NHskX0uDJDJRBzmQi/Hc5g==

<SEC-DOCUMENT>0001073307-99-000004.txt : 19990114
<SEC-HEADER>0001073307-99-000004.hdr.sgml : 19990114
ACCESSION NUMBER:		0001073307-99-000004
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		1
CONFORMED PERIOD OF REPORT:	19990107
ITEM INFORMATION:		
FILED AS OF DATE:		19990113

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			SMITH MIDLAND CORP
		CENTRAL INDEX KEY:			0000924719
		STANDARD INDUSTRIAL CLASSIFICATION:	CONCRETE PRODUCTS, EXCEPT BLOCK & BRICK [3272]
		IRS NUMBER:				541727060
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		
		SEC FILE NUMBER:	001-13752
		FILM NUMBER:		99505729

	BUSINESS ADDRESS:	
		STREET 1:		ROUTE 28
		STREET 2:		P O BOX 300
		CITY:			MIDLAND
		STATE:			VA
		ZIP:			22728
		BUSINESS PHONE:		5404393266

	MAIL ADDRESS:	
		STREET 2:		P.O. BOX 300
		CITY:			MIDLAND
		STATE:			VA
		ZIP:			22728
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<DESCRIPTION>FORM 8-K
<TEXT>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934




Date of Report (Date of earliest event reported): January 7, 1999




                            SMITH-MIDLAND CORPORATION
             (Exact name of registrant as specified in its charter)




          Delaware                  1-13752                 54-1727060
(State or other jurisdiction      (Commission            (I.R.S. Employer
       of incorporation)          File Number)         Identification Number)




  Route 28, P.O. Box 300, Midland, Virginia              22728
 (Address of principal executive offices)             (Zip Code)




                                 (540) 439-3266
              (Registrant's telephone number, including area code)

<PAGE>


     Statements  contained in this Current Report on Form 8-K that are not based
upon  historical  fact are  "forward-looking  statements"  within the meaning of
Section 27A of the  Securities  Act of 1933, as amended,  and Section 21E of the
Securities  Exchange  Act of  1934,  as  amended.  Forward-  looking  statements
included in this Form 8-K involve  known and unknown  risks,  uncertainties  and
other  factors  which could cause  actual  results,  performance  (financial  or
operating)  or  achievements  expressed  or  implied  by  such  forward  looking
statements  not  to  occur  or be  realized.  Such  forward  looking  statements
generally are based upon the best estimates by  Smith-Midland  Corporation  (the
"Company") of future  results,  performance or  achievement,  based upon current
conditions and the most recent results of operations. Forward-looking statements
may be  identified  by the use of  forward-looking  terminology  such as  "may,"
"will," "expect," "believe,"  "estimate,"  "anticipate,"  "continue," or similar
terms, variations of those terms or the negative of those terms.

Item 5.   Other Events.

     On January 7, 1999,  the Company  announced that the Board of Directors has
approved the filing of a  Registration  Statement  with respect to the shares of
Common Stock underlying its  publicly-traded  Warrants.  The Company anticipates
that once the Registration  Statement is effective,  it will reduce the exercise
price of the  publicly-traded  Warrants  from $4.00 per share to $.60 per share.
The offering of the Common Stock will be made only by means of a prospectus. The
expiration date of the Warrants is December 12, 2000.

<PAGE>


                                   SIGNATURES


               Pursuant to the  requirements  of the Securities  Exchange Act of
1934,  the  Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.


Dated: January 13, 1999

                                                   SMITH-MIDLAND CORPORATION




                                               By: /s/Theodore D. Pennington
                                                  ----------------------------
                                                    Theodore D. Pennington
                                                 Vice President, Finance and
                                                   Chief Financial Officer
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
